Restricted Stock Award Clause Samples

Restricted Stock Award. The Corporation makes this Restricted Stock Award of [Number] Shares to Grantee [in exchange for a payment of $________]. These Shares are subject to forfeiture and to limits on transferability until they vest, as provided in Sections 2, 3 and 4 of this Agreement and in Article VII of the Plan.

Restricted Stock Award. This Agreement specifies the terms of the “Restricted Stock Award” granted to the Director.

Restricted Stock Award. The Grantee is hereby granted the right to receive shares (the “Restricted Stock”) of the Company’s common stock, $1.00 par value per share (the “Common Stock”), subject to the terms and conditions of this Agreement and the Plan.

Restricted Stock Award. The Company hereby grants to the Participant, subject to the terms and conditions set forth or incorporated herein, an Award consisting of a total of __________ shares of Common Stock, subject to adjustment under the Plan (the “Shares”). Upon the execution and delivery of this Award Agreement, the Company will, subject to Section 5 below, issue to the Participant the Shares granted hereunder, and such Shares shall constitute Restricted Stock pursuant to the Plan.

Restricted Stock Award. Subject to the approval of the Company’s Board of Directors (the “Board”), Executive will be granted a restricted stock award pursuant to which Executive will be permitted to purchase 450,000 shares of the Company’s Common Stock (as adjusted for stock splits, combinations, recapitalizations and the like after the date of this Agreement) at a purchase price to be determined by the Board (the “Award”). The Award will be subject to the terms and conditions applicable to restricted stock awards granted under the Company’s 2008 Equity Incentive Plan (the “Plan”), as described in the Plan and the applicable restricted stock purchase agreement. The shares of stock subject to the Award will “vest” during the term of Executive’s employment as follows: all of the shares of stock subject to the Award shall initially be unvested; on the six month anniversary of the Effective Date (the “Vesting Semi-Anniversary Date”), twelve and one-half percent (12.5%) of the total number of shares of stock subject to the Award shall vest; thereafter, six and one-quarter percent (6.25%) of the total number of shares of stock subject to the Award shall vest on the last day of each three-month period following the Vesting Semi-Anniversary Date, on the same day of the month as the Vesting Semi Anniversary Date (and if there is no corresponding day, the last day of such month), so that all shares of stock subject to the Award are fully-vested with respect to all of the stock subject to the Award four (4) years from the Effective Date (provided in each case that Executive remains an employee of the Company (or a parent or subsidiary of the Company) as of the date of such vesting installment). Notwithstanding the foregoing and because it is anticipated that the Award will cover a number of shares of stock that will exceed 1.0% of the Company’s fully-diluted capitalization on the date of purchase, the vesting of the shares of stock subject to the Award will be subject to a cap that will provide that the aggregate number of shares of stock that may vest pursuant to the terms of the Award may not exceed 1.5% of the Company’s fully-diluted capitalization prior to the consummation of the Company’s Series A Preferred Stock financing (the “1.5% Cap”). All shares of stock that do not vest in accordance with the foregoing vesting provisions will be subject to repurchase by the Company at a repurchase price equal to the lesser of cost and fair market value (as determined by the Board its sole discre...

Restricted Stock Award. (a) You own the Restricted Stock as of the date of this letter agreement, subject to the provisions for your forfeiture described in subparagraph (b) below. (b) Upon termination of your employment for any reason other than death, permanent and total disability or normal retirement (as defined in the Plan) before __________________ all of your rights to the Restricted Stock will be forfeited to the Company, unless otherwise determined by the Company’s Executive Compensation Committee (the “Committee”). The determination as to waiver of the forfeiture of all or any part of the Restricted Stock Award will be made at the sole, complete and absolute discretion of the Committee. Its determination will be final and binding on you and the Company. No action by the Committee will constitute a waiver of the Committee’s discretion to act at any time under the terms of this letter agreement regarding the matters reserved to its discretion, unless such waiver is unequivocally expressed in writing by the Committee addressed to you and the Company. (c) This letter agreement will not be transferable and may not be encumbered or disposed of in whole or in part during your lifetime. During your lifetime and the term of this letter agreement, your rights under this letter agreement may be exercised solely by you. Upon your death any rights, to the extent exercisable or vested on the date of your death, may be exercised by your estate or by a person who acquires the right to ownership of your Restricted Stock by bequest, inheritance or otherwise by reason of your death. Evidence satisfactory to the Committee of your death and the proper legal standing of your successor in interest must be provided. (d) During the term of this letter agreement, you will be entitled to all distributions related to the Restricted Stock. However, any distributions related to the Restricted Stock represented by additional shares of the Company, whether by reason of stock dividend, split-up or other recapitalization of the Company, will be retained and held by the Company for the term of this letter agreement as provided in this letter agreement. (e) During the term of this letter agreement, the certificates evidencing ownership of the Restricted Stock will be retained by the Company, as security for your performance of all obligations under this letter agreement. By execution of this letter agreement, you are appointing the Company’s chief financial officer as your duly authorized agent and attorn...

Restricted Stock Award. Subject to the terms and provisions of this Agreement and the Plan, the Company hereby grants to Employee as of the date hereof a restricted stock award for Twenty Thousand (20,000) Shares (the “Award Shares”). For purposes of Section 16 under the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder, the grant date for the Award Shares shall be the effective date hereof; provided, however, all of Employee’s right, title and interest in and to the Award Shares shall be subject to Section 2 below.

Restricted Stock Award. Subject to adoption by the Board and approval by the REIT’s stockholders of the Incentive Plan, on or as soon as practicable following the date of the closing of the REIT’s initial public offering (the “Offering Date”), the REIT shall issue to the Executive an award of Restricted Stock (as defined the Incentive Plan) with respect to the number of shares of the REIT’s common stock equal to the quotient obtained by dividing (x) $300,000 by (y) the initial public offering price of a share of the REIT’s common stock (the “Restricted Stock Award”). Subject to the Executive’s continued employment with the Company through each such date, one-third of the Restricted Stock Award shall vest and become nonforfeitable on each of the first, second and third anniversaries of the Offering Date. The terms and conditions of the Restricted Stock Award shall be set forth in a separate award agreement in a form prescribed by the Company (the “Restricted Stock Award Agreement”), to be entered into by the Company and the Executive, which shall evidence the grant of the Restricted Stock Award. Immediately prior to a Change in Control of the Company, the Restricted Stock Award shall, to the extent not previously vested, become fully vested and nonforfeitable.

Restricted Stock Award. The Company hereby grants to the Grantee an Award of _______ shares of Restricted Stock subject to the restrictions provided herein.